November 2014

INVESTOR PRESENTATION

Disclaimer
Forward-looking Statements

This presentation contains forward-looking statements, including our financial guidance for 2014, the statements regarding our consideration of an election to real estate investment
trust status; our ability to complete the REIT conversion effective for the taxable year beginning January 1, 2014; our intention to distribute accumulated earnings and profits to
stockholders and make regular quarterly distributions to stockholders in 2014; and our ability to complete acquisitions to expand market share and increase AFFO. These statements are
subject to risks and uncertainties that could cause actual results to differ materially from those projected in these forward-looking statements. These risks and uncertainties include,
among others: (1) that we may fail to qualify as a REIT effective for the taxable year beginning January 1, 2014 or at all, and, if we do qualify as a REIT, we may be unable to maintain that
qualification (2) legislative, administrative, regulatory or other actions affecting REITs, including positions taken by the IRS; (3) our significant indebtedness; (4) the state of the economy
and financial markets generally and the effect of the broader economy on the demand for advertising; (5) the continued popularity of outdoor advertising as an advertising medium; (6)
our need for and ability to obtain additional funding for operations, debt refinancing or acquisitions; (7) the regulation of the outdoor advertising industry; (8) our ability to successfully
implement our digital deployment strategy; and (9) the integration of any acquired companies and our ability to recognize cost savings or operating efficiencies as a result of these
acquisitions. For additional information regarding factors that may cause actual results to differ materially from those indicated in our forward-looking statements, we refer you to the
risk factors included in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2013, and in the Risk Factors section of our definitive proxy statement/prospectus
filed on October 17, 2014. We caution investors not to place undue reliance on the forward-looking statements contained in this document. These statements speak only as of the date
of this presentation, and we undertake no obligation to update or revise these statements, except as may be required by law.
Use of Non-GAAP Measures
Adjusted EBITDA, Funds From Operations, Adjusted Funds From Operations and Adjusted Funds From Operations Per Diluted Share are not measures of performance under accounting
principles generally accepted in the United States of America (GAAP). These measures should not be considered alternatives to net income, cash flows provided by operating
activities or other GAAP figures as indicators of the Companys financial performance. Our management believes that Adjusted EBITDA, Funds From Operations, Adjusted Funds From
Operations and Adjusted Funds From Operations Per Diluted Share are useful in evaluating the Companys performance and provide investors and financial analysts a better
understanding of the Companys core operating results. Our presentations of these measures may not be comparable to similarly titled measures used by other companies. See the
appendix, which provide reconciliations of each of these measures to the most directly comparable GAAP measure.
Additional Information
In connection with the proposed REIT conversion, we plan to effect a merger with and into a wholly owned subsidiary, Lamar Advertising REIT Company. Lamar Advertising REIT
Company has filed with the Securities and Exchange Commission (SEC) a registration statement on Form S-4/A containing a proxy statement of Lamar Advertising Company and a
prospectus of Lamar Advertising REIT Company with respect to the proposed merger. The registration statement was declared effective by the SEC on October 16, 2014. On October 17,
2014, notice of a special meeting and a definitive proxy statement/prospectus was mailed to stockholders of Lamar Advertising Company who held shares of stock of Lamar Advertising
Company on October 3, 2014. INVESTORS ARE URGED TO READ THE FORM S-4/A AND PROXY STATEMENT (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND ANY
OTHER RELEVANT DOCUMENTS THAT ARE FILED WITH THE SEC BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. You may obtain
documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, you may obtain documents filed with the SEC by Lamar free of charge by contacting
Secretary, 5321 Corporate Blvd., Baton Rouge, LA 70808.
We, our directors and executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from our
stockholders in connection with the merger. Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in
connection with the merger is included in the Form S-4/A and proxy statement. Information about our directors and executive officers and their ownership of Lamar Advertising
Company stock is set forth the proxy statement for our 2014 Annual Meeting of Stockholders, which was filed with the SEC on April 25, 2014. Investors may obtain additional information
regarding the interest of such participants by reading the Form S-4/A and proxy statement for the merger.
Investors should read the Form S-4/A and proxy statement carefully before making any voting or investment decisions.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval.

Agenda

Company background

REIT conversion highlights

22

Value creation and opportunities for growth

26

Appendix

29

Introduction
Experienced management team
Name

Title

Years with Lamar

Kevin Reilly, Jr.

Chairman of the Board and President

35

Sean Reilly

Chief Executive Officer

23

Keith Istre

Chief Financial Officer and Treasurer

35

Regional Managers (average years)

31

Lamars management team has been with the company for an average of 31 years

Company profile
Established in 1902 over 110 years of operating experience
Largest outdoor advertising company in the US based on number of displays
Operates approximately 145,000 billboard displays in 44 states, Canada and Puerto Rico

Operates over 130,000 logo sign advertising displays in 23 states and Ontario, Canada
Operates over 40,000 transit advertising displays in 16 states, Canada and Puerto Rico
Industry characterized by high barriers to entry due to permitting restrictions
Approximately 18% US market share second behind CBS Outdoor
78% of revenue generated from less volatile local business, with diversified base of over
40,000 total billboard tenants
Leading out of home provider in the vast majority of Lamars markets
Approximately 825 local account executives across the US, Canada and Puerto Rico

Key REIT investment considerations

Largest pure-play outdoor operator with expansive national footprint and over
145,000 billboard displays
Significant barriers to entry due to permitting restrictions which make real
estate portfolio nearly impossible to replicate
Diversified base of 40,000+ tenants, none accounting for more than 1% of sales
Approximately 20% of billboard revenue is generated on Lamar-owned property,
with balance divided among 60,000 lessors
OOH media effectively complements social & mobile advertising
Flexible business model allows Lamar to reduce maintenance capex to protect
AFFO in economic downturns
Strong balance sheet with no near-term maturities; long & low fixed-rate profile
Potential to expand market share through AFFO-accretive acquisitions
Experienced, goal-oriented management team with disciplined approach to
returning capital to shareholders

Expansive national footprint with approximately

145,000 billboards
Canada

Puerto Rico

Largest provider of logo signs in the US

Operates nearly 89% of privatized state logo contracts covering over 130,000 displays

Lamar maintains a leading share of the U.S. outdoor

advertising market
18%

Other
44%

~$1.5bn in high-quality,
REIT-eligible billboard assets

20%

18%
Potential acquisitions could expand market share and increase AFFO
Source: Company filings; Outdoor Advertising Association of America
Note: Market share based on Lamar, CBS Outdoor and Clear Channel Outdoor domestic revenue as a percentage of LTM out of home media spending

Out-of-home regulations provide high barriers to entry

Lamar typically owns permits that allow OOH advertising at each location
Control of permit protects current inventory and prevents encroachment from other
players in local and national markets
Permits are the most valuable assets typically obtained in an acquisition
Lamar's permits have been collected over the course of its 110+ year history
Federal, state and local regulations help Lamar maintain leading share within its markets
and provide high barriers to entry for new entrants
Rules govern where and how billboards may be built (i.e. typically cannot build new
billboard within a certain distance of existing structures)
Many existing structures have been grandfathered in and cannot be rebuilt by another
operator without obtaining zoning variance

10

No advertising tenant accounts for more than 1% of

total revenue
Net advertising revenue breakdown
Restaurants
Retailers
Healthcare
Service
Amusement
Automotive
Gaming
Financial
Telecom
Hotels & Motels
Education
Real Estate
Total

FY 2007
10%
10%
7%
6%
5%
9%
6%

5%
5%

9%
72%

FY 2008
10%
11%
7%
6%
5%
7%
6%

5%
5%

6%
68%

FY 2009
12%
10%
8%
7%
6%
6%
7%
5%
4%
5%

70%

FY 2010
12%
10%
9%
8%
6%
6%
6%
5%
5%
4%

71%

FY 2011
13%
10%
9%
8%
7%
6%
6%
5%
5%

4%

73%

FY 2012
13%
11%
10%
8%
7%
6%
6%
5%
4%

4%

74%

FY 2013
13%
11%
10%
9%
7%
7%
5%
4%
3%
3%

72%

Top 10 tenants (2013)

Long-standing relationships with many of our tenants
Contracts range from 30 days to 1 year
One-stop-shopping capabilities with billboard and
transit products

11

Diversified underlying real-estate portfolio

20% of billboard revenue

generated on structures on
Lamar-owned property

Lamar has opportunistically purchased easements

beneath key locations, including many digital structures
Diversification and regulatory regime help preserve
footprint and limit inflation in lease expense
Lamar owns approximately 10% of its billboard locations
80% of billboard revenue from
structures on property leased
from 60,000 lessors

12

Focus on local advertising spending differentiates Lamar

Local focus

National performance

Local demand less influenced by

economic swings

Diversified, blue-chip customer

base
National
22%

Large on-the-ground sales force

cultivates strong relationships
with local decision makers and
retailers

Lamars local revenue

generation compares favorably
to industrys
Clear share leader in vast
majority of our markets

Fifty member sales team across

nine cities manages relationships
with OOH agencies and large
customers

Recent acquisitions and

greenfield development have
bolstered presence in key
markets such as Phoenix, Boston
and Philadelphia

Local
78%

Yields optimized at local levels

Lamar is the leading out-of-home provider in the vast majority of its markets
Note: As of December 31, 2013

13

Outdoor remains a low cost, wide reaching

advertising medium
Major media CPM (cost per thousand) comparisons
$40
$33.85

$35

$32.50

$30
$24.76

$24.60

$25
$20

$14.00

$13.50

$15

$10.40

$8.99

$10
$5

$5.21
$3.11

$6.92
$3.45

$1.90

$3.00

OOH

Radio

Online

TV

Source: Wall Street research, Outdoor Advertising Association of America

Note: Values are estimates of medians

14

Newspapers

Magazines

Spot TV (Prime)

Network TV
(Prime)

Spot TV
(excluding Prime)

Network TV
(excluding Prime)

Online Video

Premium Display

Mobile

General Display

Spot

Transit Shelter

Bulletins

Posters

$0

Print

Diverse product mix across digital and analog assets

Company profile

Revenue contribution FYE 2013

($mm)

(%)

Analog bulletin displays

$657

53%

Analog poster displays

263

21%

Digital posters & bulletins

184

15%

Transit displays

75

6%

Logos

67

5%

$1,246

100%

Total

15

Lamar is a consistent generator of organic growth

Annual pro forma financials
Economic downturn

Y/Y net revenue

growth

Adj. EBITDA
margin

Economic downturn

Economic downturn

1991

1992

1993

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

1%

(2)%

4%

11%

9%

7%

7%

8%

6%

9%

(2)%

2%

2%

7%

7%

8%

7%

32%

31%

35%

37%

40%

41%

46%

47%

47%

48%

45%

43%

43%

45%

45%

44%

46%

2008

2009

2010

2011

2012

2013

(3)% (13)%

3%

3%

3%

2%

43%

43%

43%

44%

43%

42%

Represents organic growth of the Company adjusted for acquisitions; Pro forma net revenue includes adjustments to the comparable periods to include the effect of
any acquisitions or divestitures

16

Historical financial information

Lamar Advertising Co. ($mm)
FY 20071

FY 20081

FY 2009

FY 2010

FY 2011

FY 2012

FY 2013

$1,209.6

$1,198.4

$1,055.1

$1,094.1

$1,130.7

$1,179.7

$1,245.8

8.0%

(0.9%)

(12.0%)

3.7%

3.3%

4.3%

5.6%

Operating expenses2

653.7

686.3

614.7

627.1

646.4

668.4

700.7

% of net revenues

54.0%

57.3%

58.3%

57.3%

57.2%

56.7%

56.2%

$555.9

$512.1

$440.5

$467.0

$484.3

$511.3

$545.1

% of net revenues

46.0%

42.7%

41.7%

42.7%

42.8%

43.3%

43.8%

Capital expenditures

220.5

198.1

38.8

43.5

107.1

105.6

105.7

% of net revenues

18.2%

16.5%

3.7%

4.0%

9.5%

9.0%

8.5%

Net revenues
% growth

Adjusted EBITDA3

Not adjusted for daily billing

Excludes non-cash compensation
Adjusted EBITDA is defined as earnings (loss) before non-cash compensation, interest, taxes, depreciation, amortization, gain or loss on disposition of assets and
investments and loss on debt extinguishment. Refer to the appendix for a reconciliation of Adjusted EBITDA to Net Income (Loss)

17

Lamar is a strong free cash flow generator

Lamar Advertising Co. ($mm)

Adjusted EBITDA1

9 months
ended
FY 2013 Sept 2014

FY 2007

FY 2008

FY 2009

FY 2010

FY 2011

FY 2012

$555.9

$512.1

$440.5

$467.0

$484.3

$511.3

$545.1

$407.4

155.3

153.0

177.1

168.7

152.0

139.0

131.4

77.0

31.0

(10.7)

(16.0)

1.1

2.8

1.9

4.0

8.7

0.4

0.4

0.4

0.4

0.4

0.4

0.4

0.3

220.5

198.1

38.8

43.5

107.1

105.6

105.7

83.9

$148.7

$171.3

$240.2

$253.3

$222.0

$264.4

$303.6

$237.5

Less:
Interest expense, net
Current tax expense (benefit)
Preferred dividends
Capital expenditures
Free cash flow

Lamar has the ability to reduce maintenance capex,

allowing it to protect AFFO even in difficult economic cycles
Adjusted EBITDA is defined as earnings (loss) before non-cash compensation, interest, taxes, depreciation, amortization, gain or loss on disposition of assets and
investments and loss on debt extinguishment. Refer to the appendix for a reconciliation of adjusted EBITDA to net income (loss)

18

Capital expenditures overview

$mm
FY 2007

FY 2008

FY 2009

FY 2010

FY 2011

FY 2012

FY 2013

9 months
ended
Sept 2014

BillboardsTraditional

68.7

58.1

7.4

9.5

34.5

29.1

21.3

19.1

BillboardsDigital

92.1

103.7

15.2

13.2

41.3

42.1

50.2

41.8

Logos

10.2

7.6

5.3

8.5

10.1

8.7

11.2

7.5

Transit

2.0

1.0

5.4

0.9

0.8

0.3

0.2

0.3

Land and buildings

31.4

11.2

0.6

2.5

4.5

12.8

9.5

7.5

Other PP&E

16.1

16.5

4.9

8.9

15.9

12.6

13.3

7.6

Total capex

$220.5

$198.1

$38.8

$43.5

$107.1

$105.6

$105.7

$83.9

FY 2014: ~$100mm consisting of ~$45mm growth and ~$55mm maintenance capital expenditures

19

Strong balance sheet with no near term maturities

$mm

Capital structure highlights

As of September 30, 2014

Amount

Cash

$28.0

$400mm Revolving credit facility

102.0

Term Loan A

292.5

Total secured debt

xEBITDA

$394.5

5.375% senior notes due 2024

0.7x

510.0

Other debt

1.6

Total senior debt

$906.1

5.000% senior sub notes due 2023

535.0

5.875% senior sub notes due 2022

500.0

1.6x

Total debt

$1,941.1

3.5x

Net debt

$1,913.1

3.5x

LTM 9/30/14 Adjusted EBITDA

$552.4

Memo: Interest coverage ratio

$15

$23

2015

2016

2017

2018

Very strong interest and fixed charge

coverage ratios

Simple and transparent capital structure

$500

$15

Lamar maintains modest leverage ratios

post-conversion

4.8x

Maturity profile ($mm)

$45

Redeemed $400mm 2018 subordinated

notes in April 2014 with $300mm new
term debt, revolving credit borrowings
and cash on hand

$535

$510

Annual dividends expected to be paid out

of internally-generated cash flow

$203

2019

2020

2021

2022

2023

2024

20

Key business initiatives

Focus on financial discipline and capital allocation

Limited strategic acquisition activity

Continue to use free cash flow to reduce debt
Continue to invest in highly profitable digital billboards
No approved stock buyback plan
Focus on cost containment
No near term plans to increase headcount; headcount in 2008 was 3,500+ and currently
stands at approximately 3,000

Focus on improving pricing and occupancy statistics

Expect to elect REIT status effective January 1, 2014
Through numerous initiatives, Lamar has demonstrated its prudent financial strategy,
generated free cash flow and is well-positioned as the economy accelerates

21

Agenda
Company background

REIT conversion highlights

22

Value creation and opportunities for growth

26

Appendix

29

22

REIT conversion highlights

Favorable IRS PLR received
Expect to complete a merger of Lamar into a newly formed, wholly owned subsidiary to adopt a new
REIT-compliant charter
Shareholder vote on merger set for November 17, 2014
Lamar REIT structural reorganization complete
Expect to elect REIT status effective January 1, 2014
No impact on customer service; No asset divestitures; No business disruption
Composition of qualified REIT subsidiary (QRS) and taxable REIT subsidiary (TRS)
TRS comprised of transit advertising business, design, production & installation services and foreign operations
in Canada and Puerto Rico
QRS comprised of billboard and logo sign assets
Significant increase in shareholder value
Higher net income
Dividends initiated in connection with expected conversion
Potential to expand investor base and valuation multiples
Continued strong access to capital at attractive rates; modest post conversion leverage: ~3.5x

o Provides dry powder for future accretive acquisitions

23

REIT conversion highlights (contd)

Non-REIT E&P dividend
Accumulated non-REIT E&P: ~$40mm
Plan to distribute in cash along with three regular quarterly distributions to stockholders during 2014
2014 financial guidance
2014 expected annual dividend per share (includes non-REIT E&P distribution of $40mm): $2.50
o Paid cash dividend of $0.83 on June 30, 2014 and September 30, 2014
On track to reach previously-disclosed 2014 AFFO guidance
2014 capital expenditures
~$100mm consisting of ~$45mm growth and ~$55mm maintenance capital expenditures
Targeting annual dividend equal to ~60% of AFFO per diluted share in 2014
Estimated total REIT one-time conversion costs of ~$5mm

Subject to declaration by Board of Directors

24

Indicative timeline for 2014 Distributions

May 22, 2014

Cash dividend
announced

September 30, 2014

Quarterly dividend
paid ($0.83)

June 30, 2014

Quarterly dividend
paid ($0.83)

End December 2014

Quarterly cash dividend
expected to be paid

25

Agenda
Company background

REIT conversion highlights

22

Value creation and opportunities for growth

26

Appendix

29

26

Significant opportunities for earnings growth

and value creation
Organic growth potential without the need to raise new capital
Continued investment in ROI-efficient digital displays in new and
existing markets to drive revenue growth
Rate and occupancy increases driven by focused local and national
sales force and acceleration in GDP growth
Ability to use free cash flow to reduce debt and interest expense

Additional growth opportunities through select M&A investment

27

Lamars capital allocation policy

Maintain ample liquidity and solid balance sheet
~3.5x Leverage
AFFO for dividend

AFFO available for future growth

Expected 2014 dividends of $2.50 per share

Invest in display acquisitions and development to grow

earnings

$0.83 dividend paid June 30, 2014

$0.83 dividend paid September 30, 2014

Opportunistic M&A

Additional distribution expected at end of December 2014

Since the beginning of the year, Lamar completed

acquisitions for a total of $54.1mm

Reflects annualized 2014 dividend of $0.625 per quarter

Unused amounts available for increased dividends and /

or debt reduction

Expect to pay dividends at the end of each quarter in 2015

Distribute 100% of net taxable income once NOLs are
exhausted
Paid out of internally generated cash flow
Revisit payout ratio annually or sooner if required
Increase dividend with future growth and utilization of NOLs

Expect to increase distribution to shareholders by 10% in 2015

Subject to declaration by Board of Directors

28

Agenda
Company background

REIT conversion highlights

22

Value creation and opportunities for growth

26

Appendix

29

29

Summary historical financials

Adjusted EBITDA reconciliation (Lamar Advertising Co.) ($mm)

Adjusted EBITDA1
Non-cash compensation
Depreciation and
amortization
Gain on disposition of
assets/investments

Interest expense, net

(Gain) loss on debt
extinguishment
Loss from other-thantemporary impairment of
investment
Income tax expense
(benefit)
Net income (loss)

For the nine

months ended
September 31,
2013
2014

LTM
Q3 2014

FY 2007

FY 2008

FY 2009

FY 2010

FY 2011

FY 2012

FY 2013

$555.9

$512.1

$440.5

$467.0

$484.3

$511.3

$545.1

$400.1

$407.4

$552.4

27.5

9.0

12.5

17.8

11.7

14.5

25.0

23.1

16.0

17.9

306.9

331.7

336.7

312.7

299.6

296.1

300.6

219.5

203.3

284.4

(19.4)

(9.2)

(6.9)

(4.9)

(10.5)

(13.8)

(3.8)

(2.1)

(2.0)

(3.7)

166.0

169.1

196.5

185.7

170.5

156.8

146.1

112.1

80.7

114.7

(3.3)

17.4

0.7

41.6

14.3

26.0

40.3

4.1

4.1

33.9

9.3

(36.4)

(22.7)

5.4

8.2

22.8

17.5

33.7

39.0

$41.0

$2.2

$(58.6)

$(39.0)

$6.9

$7.9

$40.1

$30.0

$45.6

$55.7

Adjusted EBITDA is defined as earnings (loss) before non-cash compensation, interest, taxes, depreciation, amortization, gain or loss on disposition of assets and
investments and loss on debt extinguishment
Not adjusted for daily billing

30

Reconciliation to AFFO per diluted share

$mm
For the nine months ended September 30,
2013
2014
$30.0
$45.6
207.2
190.8
(1.5)
(0.9)
0.8
0.4

$236.5
$235.9
(1.0)
(0.4)
23.1
16.0
14.7
25.0
12.3
12.5
11.4
3.6

26.0

4.1
(49.0)
(51.1)
(0.8)
(0.4)
$247.2
$271.2
94.7
95.5
$2.61
$2.84

Net income (loss)

Real estate related depreciation and amortization
(Gain) losses from real estate
Adjustment for non-controlling interest
Adjustment to eliminate non-cash tax effect of conversion
Funds From Operations ("FFO")
Straight-line expense
Stock-based compensation expense
Non-cash tax expense (benefit)
Non-real estate related depreciation and amortization
Amortization of deferred financing and debt issuance costs
Loss on debt extinguishment
Loss from other-than-temporary impairment of investment
Capitalized expenditures maintenance
Adjustment for non-controlling interest
Adjusted Funds From Operations ("AFFO")
Divided by weighted average diluted shares outstanding
AFFO per diluted share

The calculation of FFO is based on the definition as set forth by the National Association of Real Estate Investment Trusts (NAREIT); a reconciliation of net income
(loss) to FFO and the calculation of AFFO are also presented above; FFO and AFFO, which are non-GAAP financial measures, may not be comparable to those reported
by REITs that do not compute these measures in accordance with NAREIT definitions, or that interpret those definitions differently than we do; our net income for the
nine months ended September 30, 2014 reflects our current status as a regular domestic C Corporation for U.S. Federal Income Tax purposes; if we elect to qualify
and elect to be taxed as a REIT, our tax expense would be lower than our historical effective tax rates

31

32